TSO3 Reports Fourth Quarter and Full Year 2018 Results

QUEBEC CITY and MYRTLE BEACH, SC, March 27, 2019 /PRNewswire/ - TSO(3) Inc. (TSX: TOS) ("TSO(3)" or the "Company"), an innovator in sterilization technology for medical devices in healthcare settings, reported financial results for the fourth quarter and year ended December 31, 2018.

Business Highlights

In the fourth quarter of 2018, TSO(3) received purchase orders for a record 21 units of its industry-leading STERIZONE(®) VP4 Sterilizer and shipped nine sterilizers to end users.

The Company continues to aggressively uncover new opportunities and now has over 450 sterilizers in its qualified sales pipeline. The Company expects to achieve purchase orders and commitment indications for more than 10 sterilizers in the first quarter of 2019 and currently has 75 STERIZONE(®) VP4 Sterilizers installed at end customer locations.

"In 2018, TSO(3) pivoted from a third-party distribution model to that of a direct sales strategy. This action was taken to increase the pace of deployment of our propriety STERIZONE(®) VP4 Sterilizer," stated R.M. (Ric) Rumble, president and CEO of TSO(3). "Since taking these actions, we are experiencing end customer adoption at rates in excess of past performance, which gives us an early indication that we are on the right path."

2018 Fourth Quarter Financial Summary

    --  Revenues equaled $1.1 million, as compared to $0.8 million in the third
        quarter of 2018 and $5.8 million in the fourth quarter of 2017. TSO(3)
        revenues in the fourth quarter of 2018 reflect sales of sterilizers and
        related accessories, service and $0.4 million of consumables directly to
        end customers. The Company shipped nine sterilizers to hospitals in the
        fourth quarter of 2018 as opposed to four sterilizers to hospitals in
        the third quarter of 2018 and 50 sterilizers to its former distributor
        in the fourth quarter of 2017.
    --  Gross profit was $0.04 million on an IFRS basis ($0.6 million, or 52% of
        revenues, on a non-IFRS basis after excluding a non-recurring write-down
        of $0.5 million of raw material inventories), as compared to $1.2
        million, or 150% of revenues, in the third quarter of 2018 and $2.3
        million, or 40% of revenues, in the fourth quarter of 2017.
    --  Research and Development (R&D) expenses amounted to $1.1 million on an
        IFRS basis ($0.7 million on a non-IFRS basis after excluding a
        non-recurring write-down of $0.4 million on sterilizers developed
        internally that will not be commercialized in the upcoming year), as
        compared to $1.3 million in the third quarter of 2018 and $1.8 million
        in the fourth quarter of 2017.
    --  Sales, General and Administrative (SG&A) expenses were $2.7 million, as
        compared to $2.6 million in the third quarter of 2018 and $2.0 million
        in the fourth quarter of 2017.
    --  Financial income was $1.1 million, as compared to $0.6 million in the
        third quarter of 2018 and an immaterial amount in the fourth quarter of
        2017. The Company recorded $0.8 million of accrued interest expense in
        the fourth quarter of 2018 related to a $20.0 million debt financing it
        obtained in August 2018 and a non-cash gain of $1.8 million on the
        revaluation of the embedded derivative within the Convertible Note
        associated with this financing.
    --  The Company's net loss was $(2.7) million, or $(0.03) per share, as
        compared to $(2.1) million, or $(0.02) per share, in the third quarter
        of 2018 and to $(1.4) million, or $(0.02) per share in the fourth
        quarter of 2017.
    --  The Company had $13.0 million in cash, cash equivalents and investments
        and $18.0 million of debt as of December 31, 2018, as compared to $16.1
        million in cash, cash equivalents and investments and $19.1 million of
        debt at the end of the third quarter of 2018.
    --  Cash used by the operating activities was $3.0 million, $0.9 million of
        which was used in working capital items.

2018 Full Year Financial Summary

    --  Revenues equaled $2.5 million in 2018, which includes shipments of 13
        sterilizers to medical facilities end customers and associated
        accessories, consumables and service, as compared to $19.7 million in
        2017 which included shipments of 170 sterilizers to our former
        distributor along with accessories, consumables, service and license fee
        revenue recognition.
    --  Gross profit was $1.0 million, or 39% of revenues in 2018, as compared
        to $7.7 million, or 39% of revenues, in 2017.
    --  R&D expenses were $5.5 million in 2018, as compared to $6.2 million in
        2017. The Company reduced its research and development expenditures as
        it focused more of its expenditures on selling and marketing activities.
    --  SG&A expenses were $10.3 million in 2018, as compared to $8.7 million in
        2017 as the Company grew its sales and marketing team members and
        activities while decreasing general and administrative expenditures.
    --  Financial income was $1.7 million, as compared to a financial expense of
        $0.1 million in 2017. The Company recorded $1.2 million of accrued
        interest expense related to a $20.0 million debt financing it obtained
        on August 1, 2018 and a non-cash gain of $2.9 million on the revaluation
        of the embedded derivative within the Convertible Note associated with
        this financing.
    --  The Company net loss and comprehensive loss totaled $(13.2) million or
        $(0.14) per share, as compared to $(7.5) million or $(0.08) per share of
        net loss and comprehensive loss in 2017.

Supplemental Non-IFRS Financial Measures

In addition to IFRS financial measures, management uses non-IFRS financial measures to assess the Company's operational performance. It is likely that the non-IFRS financial measures used by the Company will not be comparable to similar measures reported by other issuers or those used by financial analysts as their measures may have different definitions. The measures used by the Company are intended to provide additional information and should not be considered in isolation or as a substitute for IFRS financial performance measures.

Generally, a non-IFRS financial measure is a numerical measure of an entity's historical or future financial performance, financial position or cash flows that is neither calculated nor recognized under IFRS. Management believes that such non-IFRS financial measures are important as they provide users of the financial statements with a better understanding of the results of the Company's recurring operations and their related trends, while increasing transparency and clarity into its operating results. Management also believes these measures can be useful in assessing the Company's capacity to discharge its financial obligations.

Management is assessing its operational performance using supplemental non-IFRS measures which removes significant unusual items that do not reflect the recurring and ongoing operational results and trends.



       
              Additional Fourth Quarter and Full Year 2018 Financial information




                                                        2018                    2017


        
            
              $000's                        Q4            
            Q3   
          Q2   
          Q1    
          Q4     
          Q3      
          Q2       
          Q1

    ---                                                                                                                                                           ---


       Net (loss)                                   (2,676)                (2,104)     (3,952)     (4,512)      (1,449)       (1,771)        (2,254)         (1,980)


        Financial (income)
         expenses                                    (1,055)                  (599)        (12)        (14)           74             48              49             (39)


        Amortization and
         depreciation                                    235                     270          292          315           246            331             221              168


        Write-down of
         tangible and
         intangible assets                             1,026                                                                                                         -


        Share-based
         compensation
         expense                                         369                     688          627          371           301            632             592              609


        Income taxes                                       7                      11            7                      (59)            33              29               27

    ---

        Adjusted Ebitda                              (2,094)                (1,734)     (3,038)     (3,840)        (887)         (727)        (1,363)         (1,215)

    ---

Adjusted EBITDA, is adjusted Earnings before Interest, Taxes, Depreciation, and Amortization (Adjusted EBITDA). Adjusted EBITDA adjusts net income for (1) significant realized and unrealized foreign exchange gains or losses, (2) financial expenses (income), (3) amortization and depreciation expenses (4) share-based compensation expense, (5) write-downs of certain tangible and intangible assets, (6) one-time write-off of inventory, (7) income taxes, and (8) other significant unusual items.



       
                Summary of Results


        Year ended December 31 (Unaudited, IFRS Basis, in
         thousands of US dollars, except per share amounts)




                                                              2018       2017


                                         
              
                $ 
           $

                                                                         ---

                     Revenues                                2,532     19,726


                     Cost of
                      sales                                  1,534     12,068

    ---                                                                  ---

                     Gross profit                              998      7,658

    ---                                                                  ---




       
                Expenses


        Research and
         development                                         5,547      6,222


        Selling,
         general and
         administrative                                     10,348      8,728


        Financial
         (income)
         expenses                                          (1,678)       132

    ---                                                                  ---

                     Total
                      Expenses                              14,217     15,082

    ---                                                                  ---

                     Net loss
                      before
                      income
                      taxes                               (13,219)   (7,424)


        Income taxes                                            25         30

    ---                                                                  ---

                     Net loss and
                      comprehensive
                      loss                                (13,244)   (7,454)

    ---                                                                  ---

                     Weighted
                      average
                      number of
                      outstanding
                      shares (in
                      thousands)                            93,108     92,508

    ---                                                                  ---

                     Basic and
                      diluted net
                      loss per
                      share                                 (0.14)    (0.08)

    ---                                                                  ---

                     Basic and
                      diluted net
                      comprehensive
                      loss per
                      share                                 (0.14)    (0.08)

    ---                                                                  ---



       
                Fourth Quarter Analysis



       (Unaudited, IFRS Basis, in thousands of US dollars, except per share amounts)





       Three-month period ended December 31, 2018, compared to the three-month period ended December 31, 2017:




                                                                                     
              
                Fourth Quarter 
     Fourth Quarter

                                                                                                                       2018              2017


                                                                                                  
              
                $     
              $

                                                                                                                                         ---


       
                Revenues                                                                                         1,122             5,780



       
                Cost of sales                                                                                    1,083             3,455

    ---


       
                Gross profit                                                                                        39             2,325

    ---




       
                Expenses



       Research and development                                                                                      1,095             1,766



       Selling, general and administrative                                                                           2,667             1,993



       Financial (income) expenses                                                                                 (1,054)               74

    ---


       
                Total Expenses                                                                                   2,708             3,833

    ---


       
                Net loss before income taxes                                                                   (2,669)          (1,508)



       Income taxes                                                                                                      7              (59)

    ---


       
                Net loss and comprehensive loss                                                                (2,676)          (1,449)

    ---

                     Weighted average number of outstanding shares
                                 (in thousands)                                                                      93,108            92,508

    ---


       
                Basic and diluted net loss per share                                                            (0.03)           (0.02)

    ---

                     Basic and diluted net comprehensive loss per share                                              (0.03)           (0.02)

    ---



       
                Consolidated Statements of Financial Position


        As of December 31, 2018, and 2017 (Unaudited, IFRS Basis, in thousands of
         US dollars)




                                                                 2018            2017


                                            
              
                $   
              $

                                                                                 ---


       
                Current Assets


        Cash and Cash
         Equivalents                                           12,961           8,044



       Investments                                                 -          6,764


        Accounts Receivable                                     1,591             651



       Inventories                                             3,534           2,040


        Current Tax Assets                                         16


        Prepaid Expenses                                          261             150

    ---                                                                          ---

                                                               18,363          17,649



       
                Non-current Assets


        Property, Plant and
         Equipment                                              2,039           3,184


        Intangible Assets                                       1,781           1,886

    ---                                                                          ---

                                                                3,820           5,070

                                                                                 ---

                                                               22,183          22,719

                                                                                 ---


       
                Current Liabilities


        Accounts Payable and
         Accrued Liabilities                                    1,858           2,430


        Warranty Provision                                        273           1,263


        Current Tax Liabilities                                     -             68


        Deferred Revenues                                         103               6

    ---                                                                          ---

                                                                2,234           3,767



       
                Non-current Liabilities


        Deferred Tax
         Liabilities                                               51              17



       Debt                                                   16,711


        Embedded Derivative                                     1,319


        Deferred Revenues                                           -          6,044

    ---                                                                          ---

                                                               20,315           9,828

                                                                                 ---


       
                Equity


        Share Capital                                         111,470         111,215


        Reserve - Share-based
         Compensation                                           8,540           6,574



       Deficit                                             (116,430)      (103,186)


        Accumulated Other
         Comprehensive Loss                                   (1,712)        (1,712)

    ---                                                                          ---

                                                                1,868          12,891

                                                                                 ---

                                                               22,183          22,719

                                                                                 ---


                     Consolidated Statements of
                      Cash Flows


        As of December 31, 2018 and
         2017 (Unaudited, IFRS Basis,
         in thousands of US dollars)




                                                          2018       2017


                                                  
     
            $ 
           $



                     Cash flows from operating
                      activities



       Net loss                                      (13,244)   (7,454)



       Adjustments for:


        Depreciation and amortization                    1,112        966


        Loss on write-down of
         property, plant and equipment                     450         46


        Loss on write-down of
         intangibles assets                                 98


        Loss on write-down of
         inventories                                       544



       Income tax                                        (84)      (92)


        Deferred income tax
         liabilities                                        34         68


        Share-based Compensation                         2,055      2,134


        Reversal of warranty provision                   (973)


        Capitalized interest on long
         term debt                                       1,210


        Gain on re-measurement at
         fair-value on embedded
         derivative                                    (2,898)



       Investment income                                (111)     (131)

    ---

                                                      (11,807)   (4,463)


        Changes in non-cash operating
         working capital items                         (9,730)     1,148



       Interest received                                  149        185

    ---

                     Cash flows used by operating
                      activities                      (21,388)   (3,130)

    ---

                     Cash flows from investing
                      activities


        Acquisition of investments                               (6,349)


        Disposal of investments                          6,726     16,091


        Acquisition of property, plant
         and equipment                                   (107)   (1,569)


        Acquisition of intangible
         assets                                          (198)     (239)


        Proceed from disposal of
         property, plant and equipment                                 2

    ---

                     Cash flows used in investing
                      activities                         6,421      7,936

    ---

                     Cash flows from financing
                      activities


        Issuance of debt net of
         financing fees                                 20,000



       Financing fee                                    (282)



       Options exercised                                  166        540

    ---

                     Cash flows generated by
                      financing activities              19,884        540

    ---

        Increase in cash and cash
         equivalents                                     4,917      5,346


        Cash and cash equivalents at
         the beginning                                   8,044      2,698

    ---

                     Cash and cash equivalents at
                      the end                           12,961      8,044

    ---



       
                Consolidated Statements of Cash Flows



       (Unaudited, IFRS Basis, in thousands of US dollars)




        Three-month period ended December 31, 2018, compared to the three-month
         period ended December 31, 2017:






                                                                             Q4-2018 
       Q4-2017


                                                           
              
                $   
           $

                                                                                             ---

                     Cash flows from operating activities



       Net loss                                                             (2,676)     (1,449)



       Adjustments for:


        Depreciation and amortization                                            235          251


        Loss on write-down of
         property, plant and equipment                                           384            6


        Loss on write-down of
         intangible assets                                                        98            -


        Loss on write-down of
         inventories                                                             544            -


        Current and Deferred income
         tax liabilities                                                        (50)       (113)


        Capitalized interest on long
         term debt                                                               765            -


        Gain on re-measurement at
         fair value on embedded
         derivative                                                          (1,795)           -


        Share-based compensation                                                 369          301



       Investment income                                                       (42)           8

    ---

                                                                             (2,168)       (996)


        Changes in non-cash operating
         working capital items                                                 (894)         265



       Interest received                                                         43           57

    ---

                     Cash flows used in operating
                      activities                                             (3,019)       (674)

    ---

                     Cash flows from investing activities


        Acquisition of investments                                                 -     (3,440)


        Disposal of investments                                                    -       5,077


        Acquisition of property, plant
         and equipment                                                          (10)       (513)


        Acquisition of intangible
         assets                                                                 (96)        (50)

    ---

                     Cash flows used in investing
                      activities                                               (106)       1,074

    ---

                     Cash flows from financing activities



       Financing fee                                                              4            -

    ---

                     Cash flows generated by
                      financing activities                                         4            -

    ---

        Increase (decrease) in cash
         and cash equivalents                                                (3,121)         400


        Cash and cash equivalents at
         the beginning                                                        16,082        7,644

    ---

                     Cash and cash equivalents at
                      the end                                                 12,961        8,044

    ---

Conference call

TSO(3) President and CEO R.M. (Ric) Rumble and CFO Glen Kayll, will host the conference call, followed by a question and answer period.



     Date:                           Thursday, March 28, 2019



     Time:                           8:30 a.m. Eastern Daylight
                                       Time


      Toll-free dial-in number:     
     1-888-231-8191


      International dial-in number:   1-514-807-9895 (Montreal);
                                       1-647-427-7450 (Toronto)



     Conference ID:                                     3932989

Analysts and institutional investors are invited to participate on the call. Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Danielle Ste-Marie, Ste-Marie Strategy & Communications Inc., Tel: 1-514-465-6701

Other interested parties may listen to the live webcast of the conference call at https://event.on24.com/wcc/r/1950265/F70721F46E344D3AB217AD37866C4EE2 which will be available for replay in the Investors section of the Company's website at www.tso3.com.

Fourth Quarter and Fiscal 2018 Results Disclosure

The 2018 Annual Report is available on TSO(3)'s website at www.tso3.com and full 2018 disclosure will shortly be available on SEDAR (www.sedar.com).

About the STERIZONE(®) VP4 Sterilizer

The STERIZONE VP4 Sterilizer is a low-temperature sterilization system that utilizes the dual sterilants of vaporized hydrogen peroxide (H(2)O(2)) and ozone (O(3)) to achieve terminal sterilization of heat and moisture-sensitive medical devices. Its single pre-programmed cycle can sterilize a large number and wide range of compatible devices, creating a cost-effective sterilization process with error-free cycle selection. The device's unique Dynamic Sterilant Delivery System(TM) automatically adjusts the quantity of injected sterilant based on the load composition, weight and temperature. This capability removes the guesswork and potential for human error, as there is no need to sort instruments and choose the appropriate cycles as with other machines.

The STERIZONE(®) VP4 Sterilizer is the only terminal sterilization method that is FDA cleared to sterilize long, multi-channel flexible endoscopes (with a maximum of four channels) of up to 3.5 meters in length - an industry first for any medical device sterilization process.

The STERIZONE(®) VP4 Sterilizer is also the only cleared low temperature sterilizer that can process a mixed load consisting of general instruments, single channel flexible endoscopes, and single or double channel rigid endoscopes in the same cycle with load weights of up to 75 lb. The ability to run mixed loads significantly reduces labor costs by minimizing the amount of instrument sorting required, while maximizing the device turns (more productivity from increased throughput capacity).

More information about the STERIZONE(®) VP4 Sterilizer is available through TSO(3)'s website, under the Products section at www.tso3.com.

About TSO(3)

Founded in 1998, TSO(3)'s activities encompass the sale, production, maintenance, research, development and licensing of sterilization processes, related consumable supplies and accessories for heat-sensitive medical devices. The Company designs products for sterile processing areas in the hospital environment that offer an advantageous replacement solution to other low temperature sterilization processes currently used in hospitals. TSO(3) also offers services related to the maintenance of sterilization equipment and compatibility testing of medical devices with such processes.

For more information about TSO(3), visit the Company's website at www.tso3.com.

The statements in this release and oral statements made by representatives of TSO(3) relating to matters that are not historical facts are forward-looking statements that involve certain risks, uncertainties and hypotheses, including, but not limited to, the limited history of sales or distribution of the Company, the evolution in customer demand for the Company's products and services, the plans for sales and marketing including the fact that the Company's customers may not commit to any purchases, the ability of the Company to obtain the required regulatory clearances to market its products, general business and economic conditions, the condition of the financial markets, the ability of TSO(3) to obtain financing on favourable terms and other risks and uncertainties. Although TSO(3) believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. The complete versions of the cautionary note regarding forward-looking statements as well as a description of the relevant assumptions and risk factors likely to affect TSO(3)'s actual or projected results are included in the Management's Discussion and Analysis for the year ended December 31, 2018, which is available on the Company's website. The forward-looking statements contained in this press release are made as of the date hereof, and TSO(3) does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise unless expressly required by applicable securities laws.

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SOURCE TSO3 Inc.